4//SEC Filing
PULTE WILLIAM J 4
Accession 0001181431-12-026085
CIK 0000822416other
Filed
Apr 26, 8:00 PM ET
Accepted
Apr 27, 5:18 PM ET
Size
20.6 KB
Accession
0001181431-12-026085
Insider Transaction Report
Form 4
PULTE WILLIAM J
DirectorChairman of the Board10% Owner
Transactions
- OtherSwap
Common Stock
2012-04-26−950,000→ 28,422,784 total - OtherSwap
Common Stock
2012-04-27−950,000→ 27,472,784 total - OtherSwap
Forward sale contract (obligation to sell)
2012-04-27−950,000→ 0 totalFrom: 2012-04-27Exp: 2012-04-27→ Common Stock (950,000 underlying) - OtherSwap
Common Stock
2012-04-25−950,000→ 29,372,784 total - OtherSwap
Forward sale contract (obligation to sell)
2012-04-25−950,000→ 1,900,000 totalFrom: 2012-04-25Exp: 2012-04-25→ Common Stock (950,000 underlying) - OtherSwap
Forward sale contract (obligation to sell)
2012-04-26−950,000→ 950,000 totalFrom: 2012-04-26Exp: 2012-04-26→ Common Stock (950,000 underlying)
Holdings
- 9,129,600(indirect: By Trust)
Common Stock
- 53,217.56(indirect: By 401(k))
Units
- 3,744.02(indirect: By Spouse)
Units
Footnotes (5)
- [F1]On April 25, 26 and 27, 2012 the reporting person executed trades relating to the third, fourth and fifth component, respectively, of a prepaid variable forward sale contract that was entered into by the reporting person on February 9, 2009, and amended on April 22, 2010, with an unaffiliated third party buyer (the "Forward Contract"). The trades relating to the first and second components of the Forward Contract were reported on a Form 4 filed by the reporting person on April 25, 2012. The Forward Contract obligated the reporting person to deliver to the buyer up to 4,750,000 shares of PulteGroup, Inc. ("PHM") common stock (or, at the reporting person's election, an equivalent amount of cash based on the market price of PHM common stock at that time) ratably over a five day period based on the market price of PHM common stock on April 23, 24, 25, 26 and 27, 2012 (each, a "Maturity Date"). In exchange for assuming this obligation, the reporting person received a cash payment
- [F2](continued from footnote 1) of $42,337,803.30. The reporting person pledged 4,750,000 shares of PHM common stock to secure his obligations under the Forward Contract, and retained voting and certain dividend rights in the pledged shares during the term of the pledge. The number of shares of PHM common stock to be delivered to the buyer following the maturity of the Forward Contact was to be determined on each Maturity Date, as follows: (a) if the closing price of a share of PHM common stock on such Maturity Date (the "Settlement Price") was less than or equal to $11.1047, the reporting person would deliver to the buyer 950,000 shares of PHM common stock (i.e., the ratable portion of 4,750,000 shares of PHM common stock to be delivered with respect to each Maturity Date); (b) if the Settlement Price was between $11.1047 and $17.4991, the reporting person would deliver to the buyer a number of shares of PHM common stock equal to 950,000 multiplied by a fraction,
- [F3](continued from footnote 2) the numerator of which is $11.1047 and the denominator of which is the Settlement Price; and (c) if the Settlement Price was equal to or greater than $17.4991, the reporting person would deliver to the buyer the number of shares of PHM common stock equal to 950,000 multiplied by a fraction, the numerator of which is $11.1047 plus the excess of the Settlement Price over $17.4991, and the denominator of which is the Settlement Price. The Settlement Prices for April 25, 26 and 27, 2012 were $8.70, $9.58 and $10.07, respectively. Accordingly, the reporting person will deliver 950,000 shares of PHM common stock to the buyer on the third business day following each of these three Maturity Dates.
- [F4]Beneficial ownership of these shares is disclaimed. Represents units of the PulteGroup, Inc. Stock Fund of the PulteGroup, Inc. 401(k) Plan (the "Fund"). The Fund consists of cash and shares of PHM common stock in amounts that vary from time to time. The units represented 8,120.66 shares of PulteGroup, Inc. common stock held in the Fund as of April 25, 2012.
- [F5]Represents units of the PulteGroup, Inc. Stock Fund of the PulteGroup, Inc. 401(k) Plan (the "Fund"). The Fund consists of cash and shares of PHM common stock in amounts that vary from time to time. The reporting person's units represented 115,427.05 shares of PulteGroup, Inc. common stock held in the Fund as of April 25, 2012.
Documents
Issuer
PULTEGROUP INC/MI/
CIK 0000822416
Entity typeother
Related Parties
1- filerCIK 0001231248
Filing Metadata
- Form type
- 4
- Filed
- Apr 26, 8:00 PM ET
- Accepted
- Apr 27, 5:18 PM ET
- Size
- 20.6 KB